Informed Review Sample Clauses

The Informed Review clause requires that parties have the opportunity to thoroughly examine and understand relevant documents, information, or agreements before making decisions or providing consent. In practice, this means that each party must be given access to all necessary materials and sufficient time to review them, often with the option to consult advisors or legal counsel. This clause ensures that all parties are making informed choices, reducing the risk of misunderstandings or disputes arising from a lack of information.
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Informed Review. Each Party acknowledges that it and its counsel have received and reviewed this Agreement and that normal rules of construction, to the effect that ambiguities are to be resolved against the drafting Party, shall not apply to this Agreement or to any amendments, modifications, exhibits or attachments to this Agreement.
Informed Review. Parent is knowledgeable and experienced in financial and business matters such that Parent is capable of evaluating the merits and risks of entering into the transaction memorialized in this Agreement; is an informed and sophisticated participant in the transactions contemplated herein; and has, independently and without reliance upon any Person (other than Parent’s Representatives and professional advisors), and based on the representations and warranties of the Company set forth in this Agreement and such documents and information as Parent has deemed appropriate, made Parent’s own appraisal of, and investigation into, the business, operations, property, and finances of the Companies and other conditions and consequences of entering into this transaction. Nothing in Section 4.14 and Section 4.15 is intended to modify or limit in any respect any of the representations or warranties of the Company in Article III or elsewhere in this Agreement.
Informed Review. Each party acknowledges that it has received and reviewed this Appendix and that normal rules of construction, to the effect that ambiguities are to be resolved against the drafting party, shall not apply to this Appendix or to any amendments, modification, schedules, or attachments to this Appendix.
Informed Review. 25 SCHEDULE 1.14 GRANT BACK TERRITORY . . . . . . . . . . . . . . . . . . . . . . . . . . . S-1.14-1 SCHEDULE 1.32 PATENT RIGHTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . S-1.32-1 SCHEDULE 1.44 TELIOS PATENT RIGHTS . . . . . . . . . . . . . . . . . . . . . . . . . . . S-1.44-1 SCHEDULE 3.45 STOCK WARRANT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Related to Informed Review

  • Independent Review Contractor shall provide the Secretary of ADS/CIO an independent expert review of any Agency recommendation for any information technology activity when its total cost is $1,000,000.00 or greater or when CIO requires one. The State has identified two sub-categories for Independent Reviews, Standard and Complex. The State will identify in the SOW RFP the sub-category they are seeking. State shall not consider bids greater than the maximum value indicated below for this category. Standard Independent Review $25,000 Maximum Complex Independent Review $50,000 Maximum Per Vermont statute 3 V.S.A. 2222, The Secretary of Administration shall obtain independent expert review of any recommendation for any information technology initiated after July 1, 1996, as information technology activity is defined by subdivision (a) (10), when its total cost is $1,000,000 or greater or when required by the State Chief Information Officer. Documentation of this independent review shall be included when plans are submitted for review pursuant to subdivisions (a)(9) and (10) of this section. The independent review shall include: • An acquisition cost assessment • A technology architecture review • An implementation plan assessment • A cost analysis and model for benefit analysis • A procurement negotiation advisory services contract • An impact analysis on net operating costs for the agency carrying out the activity In addition, from time to time special reviews of the advisability and feasibility of certain types of IT strategies may be required. Following are Requirements and Capabilities for this Service: • Identify acquisition and lifecycle costs; • Assess wide area network (WAN) and/or local area network (LAN) impact; • Assess risks and/or review technical risk assessments of an IT project including security, data classification(s), subsystem designs, architectures, and computer systems in terms of their impact on costs, benefits, schedule and technical performance; • Assess, evaluate and critically review implementation plans, e.g.: • Adequacy of support for conversion and implementation activities • Adequacy of department and partner staff to provide Project Management • Adequacy of planned testing procedures • Acceptance/readiness of staff • Schedule soundness • Adequacy of training pre and post project • Assess proposed technical architecture to validate conformance to the State’s “strategic direction.” • Insure system use toolsets and strategies are consistent with State Chief Information Officer (CIO) policies, including security and digital records management; • Assess the architecture of the proposed hardware and software with regard to security and systems integration with other applications within the Department, and within the Agency, and existing or planned Enterprise Applications; • Perform cost and schedule risk assessments to support various alternatives to meet mission need, recommend alternative courses of action when one or more interdependent segment(s) or phase(s) experience a delay, and recommend opportunities for new technology insertions; • Assess the architecture of the proposed hardware and software with regard to the state of the art in this technology. • Assess a project’s backup/recovery strategy and the project’s disaster recovery plans for adequacy and conformance to State policy. • Evaluate the ability of a proposed solution to meet the needs for which the solution has been proposed, define the ability of the operational and user staff to integrate this solution into their work.

  • Log Reviews All systems processing and/or storing PHI COUNTY discloses to 11 CONTRACTOR or CONTRACTOR creates, receives, maintains, or transmits on behalf of COUNTY 12 must have a routine procedure in place to review system logs for unauthorized access.

  • Periodic Review The General Counsel shall periodically review the Procurement Integrity Procedures with OSC personnel in order to ascertain potential areas of exposure to improper influence and to adopt desirable revisions for more effective avoidance of improper influences.

  • Post Review With respect to each contract not governed by paragraph 2 of this Part, the procedures set forth in paragraph 4 of Appendix 1 to the Guidelines shall apply.

  • Review The Parties shall periodically review in the Joint Committee progress achieved in pursuing the objectives set out in this Chapter, and consider relevant international developments to identify areas where further action could promote these objectives.